Kapsch TrafficCom AG

EANS-General Meeting: Kapsch TrafficCom AG
Invitation to the General Meeting


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  General meeting information transmitted by euro adhoc. The issuer is
  responsible for the content of this announcement.
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Kapsch TrafficCom AG

                              Vienna, FN 223805 a
                               ISIN AT000KAPSCH9
                                        
                                   Invitation
 

We would like to invite our shareholders to the
 
                 Annual General Meeting of Kapsch TrafficCom AG
 
on Monday, September 1st, 2014 at 10.00 a.m.,
in the conference room of Kapsch TrafficCom AG,
1120 Vienna, Am Europlatz 2.
 
                                 A g e n d a :
                                        
1. Presentation of the annual financial statements including the
management report and the corporate governance report, the consolidated
financial statements including the management report for the Group, the proposal
on the allocation of the balance sheet profit and the report of the Supervisory
Board for the business year 2013/2014
 
2. Resolution on the allocation of the balance sheet profit
 
3. Resolution on the formal approval of the actions of the members of
the Management Board for the business year 2013/2014
 
4. Resolution on the formal approval of the actions of the members of
the Supervisory Board for the business year 2013/2014
 
5. Appointment of the auditors and the group auditors for the business
year 2014/2015
 
6. Election of members to the Supervisory Board
 
7. Resolution on the remuneration of a member of the Supervisory Board
 
 
DOCUMENTATION FOR THE ANNUAL GENERAL MEETING
 
Especially the following documents will be available online at www.kapsch.net/
de/ktc/investor_relations on August 11th, 2014 at the latest and will also be
available during the annual general meeting.

· annual financial statements and management report,
· corporate governance report,
· consolidated financial statements and management report for thegroup,
· proposal for the allocation of the balance sheet profit,
· report of the Supervisory Board,
each for the business year 2013/2014;
· proposed resolutions of the management board and the supervisory board as to
the items 2 - 7 of the agenda,
· statement of the nominee for the election to the Supervisory Board
according to TOP 6 in accordance with section 87, paragraph 2 of the Austrian
Stock Corporation Act,
· form for the grant of a proxy,
· form for the revocation of a proxy,
· full text of this invitation.
 
NOTICE OF THE RIGHTS OF THE SHAREHOLDERS IN ACCORDANCE WITH SECTIONs 109, 110,
118 AND 119 OF THE AUstrian STOCK CORPORATION ACT
 
Shareholders holding in the aggregate 5 % or more of the share capital and who
have held such shareholding for a period of at least three months before the
application, may request in writing the inclusion and announcement of additional
agenda items for this Annual General Meeting, provided such request is received
by the Company in writing no later thanAugust 11th, 2014 and exclusively to the
address Am Europlatz 2, 1120 Vienna, Austria, Investor Relations Department, Mr.
Marcus Handl. The capacity as shareholder has to be evidenced by submitting a
deposit confirmation pursuant to section 10a of the Austrian Stock Corporation
Act confirming that the shareholders have held their shares for at least three
months prior to making such requests. Such confirmation must have been issued
not earlier than seven days prior to the time of its submission to the Company.
As regards the other requirements of the deposit confirmation, please refer to
the information on the entitlement to participate in the Annual General Meeting.
 
Shareholders who hold in the aggregate 1 % or more of the share capitalmay
submit written proposals for resolutions for each agenda item together with
reasoning for their proposal and may request that such proposal including the
reasoning  be made available on the website of the Company, provided such
request is received by the Company no later than August 21st, 2014 via fax at
+43(0)50811 1709 or via mail at Am Europlatz 2, 1120 Vienna, Austria, Investor
Relations Department, Mr. Marcus Handl or via e-mail to
ir.kapschtraffic@kapsch.net. The request must be submitted in a text format,
e.g. PDF, and attached to the e-mail. The capacity as shareholder has to be
evidenced by submitting a deposit confirmation pursuant to section 10a of the
Austrian Stock Corporation Act which must have been issued not earlier than
seven days prior to its submission to the Company. The other requirements as to
content and form of the deposit confirmation are included in the information on
the entitlement to participate in the Annual General Meeting.
 
Upon request each shareholder is entitled to receive information on the matters
of the Company during the Annual General Meeting, to the extent such information
is necessary for the proper assessment of an agenda item.
 
Please send any questions which require extended preparation for them to be
answered to Mr. Marcus Handl duly in advance of the Annual General Meeting in
writing to ensure that the meeting can be conducted in an efficient manner.
Questions can be sent to the Company by e-mail to the address
ir.kapschtraffic@kapsch.net or by telefax at +43 (0) 50811 1709.
 
At the Annual General Meeting, each shareholder is entitled to propose motions
on any agenda item. This does, however, not apply to proposals for election of
members to the Supervisory Board   (TOP 6): Proposals for the election of
members to Supervisory Board must, for each proposed person, be made accessible
on the internet site of the Company together with declarations according to
section 87 paragraph 2 of the Austrian Stock Corporation Act by August 25th,
2014 at the latest, otherwise any proposed person is not eligible for election.
This applies also to proposals for election submitted by shareholders according
to section 110 of the Austrian Stock Corporation Act to be submitted to the
Company in writing by August 21st , 2014.
Additional information on the rights of the shareholders in accordance with
sections 109, 110, 118 and 119 of the Austrian Stock Corporation Act are
available on the website of the Company at www.kapsch.net/de/ktc/
investor_relations .
 

RECORD DATE AND PARTICIPATION IN THE ANNUAL GENERAL MEETING
 
The entitlement to participate in the Annual General Meeting and to exercise the
voting rights and other shareholders' rights to be exercised in the Annual
General Meeting depends on the shareholdings on the record date, i.e. 12pm
midnight - CEST (Local Time Vienna), August 22nd, 2014 (record date).
Only persons who are shareholders on the record date and provide evidence
therefore are entitled to participate in the Annual General Meeting.
 
In case of deposited bearer shares, the shareholding as of the record date are
to be evidenced by a deposit confirmation in accordance with section 10a of the
Austrian Stock Corporation Act, to be addressed to and received by the Company
not later thanAugust 27th, 2014 exclusively at one of the addresses stated
below.
 

Via mail               Kapsch TrafficCom AG
                       Investor Relations
                       Attn. Mr. Marcus Handl
                       Am Europlatz 2
                       1120 Vienna
 
Via fax:               +43 (1) 8900 500 - 68
 

Via e-mail         anmeldung.kapsch@hauptversammlung.at, whereas the deposit
conformation should be attached to the e-mail in text format, e.g. PDF
 

Via SWIFT         GIBAATWGGMS
                  Message Type MT598, ISIN AT000KAPSCH9 must be indicated in the
text)
 

The deposit confirmation must be issued by the bank where the shareholder has
deposited his/her shares with its head office in a state which must be either a
member state of the European Economic Area or a full member of the OECD and must
contain the following information:
· Details of the issuing bank: name / name of company and address or a
code used for transactions between banks;
· Shareholder details: name / name of company, address, date of birth
for individuals, register and register number for legal entities, if applicable;
· Information on the shares: number of the shares ISIN AT000KAPSCH9 held
by the shareholder;
· Deposit number and/or another description; and
· Time to which the deposit information refers to.
The deposit confirmation as evidence for the shareholding must refer to the
record date stated above, i.e. August 22nd, 2014.
 
Deposit confirmations are accepted in German or in English.
 

REPRESENTATION BY PROXY
 
Each shareholder who is entitled to participate in the Annual General Meeting
has the right to appoint a proxy who participates in the Annual General Meeting
to represent such shareholder. The proxy holder attends the Annual General
Meeting on behalf of the shareholder and has the same rights as the shareholder
he/she represents.
 
The power of attorney must be granted to a specific person (either an individual
or a legal entity) in text form; also several persons may be authorized.
 
The power of attorney must be addressed to and received by the Company
exclusively at one of the addresses stipulated below by August 29th, 2014 at 4
p.m. at the latest:
 

Via mail               Kapsch TrafficCom AG
                       Investor Relations
                       Attn. Mr. Marcus Handl
                       Am Europlatz 2
                       1120 Vienna
 
Via fax:               +43 (1) 8900 500 - 68

Via e-mail         anmeldung.kapsch@hauptversammlung.at, whereas the power of
attorney should be attached to the e-mail in text format, e.g. PDF
 

In person:            in the course of the registration to the Annual General
Meeting 
                      at the location of the meeting
 

After that, the power of attorney or its revocation has to be presented
personally to the registration desk on the day and at the venue of the Annual
General Meeting.
 
 
A power of attorney sample and a sample for the revocation of the power of
attorney can be sent to you upon request or you can retrieve it from the
Company's website at www.kapsch.net/de/ktc/investor_relations.
 
The above provisions for the granting of proxies apply mutatis mutandis to the
revocation of proxies.
 
In case a shareholder granted a power of attorney to his/her depositary bank, it
is sufficient if such bank declares that it has power of attorney and provides a
deposit confirmation. For the transmission of this declaration, section 10a
paragraph 3 of the Austrian Stock Corporation Act applies mutatis mutandis.
 

As a special service, a representative of the "Interessensverband für Anleger"
(IVA, Austrian Association of Investors), 1130 Vienna, Feldmühlgasse 22, is
available to shareholders as an independent representative who is bound by the
shareholders' instructions for exercising voting rights at the Annual General
Meeting; a special form for such power of attorney may be downloaded at the
Company's website at www.kapsch.net/de/ktc/investor_relations. Shareholders may
also contact Mr. Michael Knap of IVA directly by calling +43-1-8763343-0, by fax
at +43-1-8763343-49 or by e-mail Michael.knap@iva.or.at.



Total number of shares and voting rights

 
At the time of the convocation of the Annual General Meeting the share capital
of the Company amounts to EUR 13,000,000.00 and is divided into 13,000,000 no-
par bearer shares. Each share grants one vote. At the time of the convocation of
the Annual General Meeting the Company holds neither directly nor indirectly own
shares. The total number of shares entitled to participate in and vote at the
Annual General Meeting therefore amounts to 13,000,000 shares at the date of the
convocation of the Annual General Meeting.
 
In order to avoid delays at the entrance checks, shareholders are asked to be
present in due time before the start of the Annual General Meeting. Voting cards
may be collected from 9.30 a.m. on.
 
Vienna, August 2014
 
 
 
                              The Management Board


Further inquiry note:
Mag. Marcus Handl
Investor Relations Officer 	               
Kapsch TrafficCom AG
Am Europlatz 2
1120 Wien, Österreich 
Tel.: +43 50.811 1120 	                        
E-Mail: {ir.kapschtraffic@kapsch.net} 
[HYPERLINK: mailto:ir.kapschtraffic@kapsch.net]	           
Pressekontakt:
Mag. Alf Netek
Chief Marketing Officer
Kapsch AG
Am Europlatz 2, 1120 Wien, Österreich
Tel.: +43 50811 1700
E-Mail: alf.netek@kapsch.net

end of announcement                               euro adhoc 
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issuer:      Kapsch TrafficCom AG
             Am Europlatz  2
             A-1121 Wien
phone:       +43 1 50811 1122
FAX:         +43 1 50811 99 1122
mail:     ir.kapschtraffic@kapsch.net
WWW:      www.kapschtraffic.com
sector:      Technology
ISIN:        AT000KAPSCH9
indexes:     Prime Market
stockmarkets: official market: Wien 
language:   English
 

 

 

Original-Content von: Kapsch TrafficCom AG, übermittelt durch news aktuell

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